================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 ---------------- Form 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF EARLIEST EVENT REPORTED: January 30, 2003 ATWOOD OCEANICS, INC. (Exact name of registrant as specified in its charter) COMMISSION FILE NUMBER 1-13167 TEXAS 74-1611874 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 15835 Park Ten Place Drive 77084 Houston, Texas (Zip Code) (Address of principal executive offices) Registrant's telephone number, including area code: 281-749-7800 N/A (Former name or former address, if changed since last report.) ================================================================================ ITEM 7. EXHIBITS EXHIBIT 99.1 PRESS RELEASE DATED JANUARY 30, 2003 EXHIBIT 99.2 CONSOLIDATED STATEMENT OF OPERATIONS FOR THE THREE MONTHS ENDED DECEMBER 31, 2002 AND 2001 EXHIBIT 99.3 ANALYSIS OF CONTRACT REVENUES AND DRILLING COSTS FOR THE QUARTER ENDED DECEMBER 31, 2002 EXHIBIT 99.4 CONSOLIDATED BALANCE SHEETS AT DECEMBER 31, 2002 AND SEPTEMBER 30, 2002 EXHIBIT 99.5 CONTRACT STATUS SUMMARY AT JANUARY 30, 2003 ITEM 9. REGULATION FD DISCLOSURE On January 30, 2003, the Company announced its earnings for the Fiscal Year 2003 First Quarter ended December 31, 2002. A copy of the press release summarizing these earnings is filed with this Form 8-K as exhibit 99.1 and is incorporated herein by reference. The RICHMOND has been awarded a contract by Ocean Energy, Inc. to drill three firm wells plus options for four additional wells. This drilling program will start immediately following completion of the rig's current contract (estimated mid-February 2003) and provides for a dayrate of $24,000. The three firm wells have an estimated duration of 90 to 120 days The ATWOOD EAGLE continues on its tow to Angola, with its arrival expected around February 18, 2003. The drilling contract with ESSO Exploration Angola is now being formalized and should provide for a dayrate of around $85,000 and include a $2.7 million mobilization payment. The drilling program which includes three firm wells, plus options for four additional wells, could extend approximately one year if all wells are drilled. Due to some limited final upgrade commissioning work that has to be done to the rig upon arrival in Angola, commencement of dayrate revenue may not occur until early to mid-March 2003. The ATWOOD FALCON continues on its commitment with Woodside Energy Ltd. in Australia. The rig incurred six days of downtime in January between wells for planned maintenance. The rig has one more well to drill, with options for two additional wells, which if drilled could extend the rig's work in Australia into April 2003. The ATWOOD HUNTER'S current drilling program in Egypt is expected to be completed in early to mid-February 2003. Contract opportunities for ongoing work are being pursued in the Mediterranean area; however, it is possible that the rig could be idle for the balance of the fiscal 2003 second quarter. In the event that the ATWOOD EAGLE does not start drilling operations in Angola until mid-March 2003 and the ATWOOD HUNTER incurs some idle time in the fiscal 2003 second quarter, the Company could incur a loss for the quarter ending March 31, 2003, but still be profitable for the year. Additional information with respect to the Company's Consolidated Statements of Operations for the three months ended December 31, 2002 and 2001, an analysis of Contract Revenues and Drilling Costs for the quarter ended December 31, 2002, Consolidated Balance Sheets at December 31, 2002 and September 30, 2002 and Contract Status Summary at January 30, 2003 are attached hereto as Exhibits 99.2, 99.3, 99.4 and 99.5, respectively, which are being furnished in accordance with rule 101 (e)(1) under Regulation FD and should not be deemed to be filed. Statements contained in this report with respect to the future are forward-looking statements. These statements reflect management's reasonable judgment with respect to future events. Forward-looking statements involve risks and uncertainties. Actual results could differ materially from those anticipated as a result of various factors; the Company's dependence on the oil and gas industry; the risks involved the construction of a rig; competition; operating risks; risks involved in foreign operations; risks associated with possible disruption in operations due to terrorism; risks associated with a possible disruption in operations due to a war with Iraq; and governmental regulations and environmental matters. A list of additional risk factors can be found in the Company' annual report on Form 10-K for the year ended September 30, 2002, filed with the Securities and Exchange Commission. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ATWOOD OCEANICS, INC. (Registrant) /s/ James M. Holland James M. Holland Senior Vice President DATE: January 30, 2003 EXHIBIT INDEX EXHIBIT NO. DESCRIPTION 99.1 Press Release dated January 30, 2003 99.2 Consolidated Statements of Operations for the Three Months ended December 31, 2002 and 2001 99.3 Analysis of Contract Revenues and Drilling Costs for the quarter ended December 31, 2002 99.4 Consolidated Balance Sheets at December 31, 2002 and September 30, 2002 99.5 Contract Status Summary at January 30, 2003 EXHIBIT 99.1 Houston, Texas 30 January 2003 FOR IMMEDIATE RELEASE Atwood Oceanics, Inc., Houston-based International Drilling Contractor, announced today it earned net income of $950,000 or $.07 per diluted share, on contract revenues of $29,841,000 for the quarter ended December 31, 2002, compared to net income of $8,158,000 or $.59 per diluted share on contract revenues of $37,234,000 for the quarter ended December 31, 2001. FOR THE THREE MONTHS ENDED DECEMBER 31, 2002 2001 ---- ---- Contract Revenues $29,841,000 $37,234,000 =========== =========== Income before Income Taxes 2,374,000 12,387,000 Provision for Income Taxes (1,424,000) (4,229,000) ----------- ----------- Net Income 950,000 8,158,000 =========== =========== Earnings per Common Share - Basic .07 .59 Diluted .07 .59 Weighted Average Shares Outstanding - Basic 13,845,000 13,832,000 Diluted 13,912,000 13,912,000 Contact: Jim Holland (281) 749-7804 EXHIBIT 99.2 ATWOOD OCEANICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share amounts) Three Months Ended December 31, --------------------------------- 2002 2001 ---- ---- (Unaudited) REVENUES: Contract drilling $29,841 $37,234 COSTS AND EXPENSES: Contract drilling 19,345 16,214 Depreciation 5,392 5,823 General and administrative 2,680 2,670 ------- ------- 27,417 24,707 ------- ------- OPERATING INCOME 2,424 12,527 ------- ------- OTHER INCOME (EXPENSE) Interest expense (113) (203) Interest income 63 63 ------- ------- ( 50) (140) ------- ------- INCOME BEFORE INCOME TAXES 2,374 12,387 PROVISION FOR INCOME TAXES 1,424 4,229 ------- ------- NET INCOME $ 950 $ 8,158 ======= ======= EARNINGS PER COMMON SHARE: Basic $ .07 $ .59 Diluted .07 .59 AVERAGE COMMON SHARES OUTSTANDING: Basic 13,845 13,832 Diluted 13,912 13,912 EXHIBIT 99.3 ATWOOD OCEANICS, INC. AND SUBSIDIARIES ANALYSIS OF CONTRACT REVENUES AND DRILLING COSTS FOR THE QUARTER ENDED DECEMBER 31, 2002 (Unaudited) CONTRACT CONTRACT DRILLING DRILLING REVENUES COSTS --------- --------- (In Millions) ATWOOD FALCON $ 6.9 $ 4.1 VICKSBURG 6.4 2.5 ATWOOD HUNTER 6.4 3.5 SEAHAWK 5.3 2.4 ATWOOD SOUTHERN CROSS 2.3 3.8 RICHMOND 2.0 2.0 ATWOOD EAGLE 0.0 0.0 OTHER 0.5 1.0 ----- ----- $29.8 $19.3 ===== ===== EXHIBIT 99.4 ATWOOD OCEANICS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In Thousands) DEC. 31,2002 SEP. 30, 2002 (Unaudited) ASSETS CURRENT ASSETS: Cash and cash equivalents $ 15,631 $ 27,055 Accounts receivable 27,262 28,776 Inventories of materials and supplies at lower of average cost or market 8,982 9,134 Deferred tax assets 223 223 Prepaid expenses 4,809 6,625 -------- -------- Total Current Assets 56,907 71,813 -------- -------- PROPERTY AND EQUIPMENT: Drilling vessels, equipment and drill pipe 617,929 583,241 Other 9,173 9,156 -------- -------- 627,102 592,397 Less-accumulated depreciation 229,362 224,000 -------- -------- Net Property and Equipment 397,740 368,397 -------- -------- DEFERRED COSTS AND OTHER ASSETS 8,109 4,320 -------- -------- $462,756 $444,530 ======== ======== LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Current maturities of notes payable $ 3,212 $ 5,023 Accounts payable 5,426 5,584 Accrued liabilities 12,971 13,809 -------- -------- Total Current Liabilities 21,609 24,416 -------- -------- LONG-TERM NOTES PAYABLE, net of current maturities: 135,000 115,000 -------- -------- 135,000 115,000 -------- -------- DEFERRED CREDITS: Income taxes 15,995 15,545 Other 13,069 13,436 -------- -------- 29,064 28,981 -------- -------- SHAREHOLDER'S EQUITY Preferred stock no par value; 1,000,000 shares authorized, none outstanding --- --- Common stock, $1 par value, 20,000,000 shares authorized with 13,845,000 issued and outstanding at Dec. 31, 2002 and Sep. 30, 2002, respectively 13,845 13,845 Paid-in capital 57,274 57,274 Retained earnings 205,964 205,014 -------- -------- Total Shareholders' Equity 277,083 276,133 -------- -------- $462,756 $444,530 ======== ======== EXHIBIT 99.5 ATWOOD OCEANICS, INC. AND SUBSIDIARIES CONTRACT STATUS SUMMARY AT JANUARY 30, 2003 NAME OF RIG LOCATION CUSTOMER CONTRACT STATUS ----------- -------- -------- ---------------- SEMISUBMERSIBLES - ------------------ ATWOOD FALCON AUSTRALIA WOODSIDE ENERGY LTD. The rig is drilling its third well for ("WOODSIDE") Woodside. Two additional option wells remain on the contract, which, if exercised, could extend the rig's work in Australia into April 2003. ATWOOD HUNTER EGYPT GERMAN OIL & GAS EQYPT The rig is currently drilling one well for ("GERMAN OIL") German Oil expected to be completed in early to mid-February 2003. Contract opportunities for additional work are being pursued in the Mediterranean Area. ATWOOD EAGLE IN TOW TO ESSO EXPLORATION ANGOLA The Company has a commitment from ESSO to ANGOLA (BLOCK 15) LIMITED enter into a contract for the use of the rig ("ESSO") to drill three firm wells, plus options for four additional wells, off the coast of Angola. The rig is expected to arrive Angola around February 18, 2003; however, it may not commence dayrate revenue until early to mid- March 2003. If all seven wells are drilled, it could take approximately one year to complete the drilling program. SEAHAWK MALAYSIA EXXONMOBIL EXPLORATION & The rig's current contract terminates in PRODUCTION MALAYSIA INC. December 2003, with an option for the Operator to extend. ATWOOD SOUTHERN CROSS MEDITERRANEAN ENI S.P.A. - AGIP The rig commenced the AGIP contract in early SEA DIVISION ("AGIP") December 2002, with the work expected to take three to five months to complete. SEASCOUT UNITED STATES The SEASCOUT was purchased in December 2000 GULF OF MEXICO for future conversion to a tender-assist unit, similar to the SEAHAWK, once an acceptable contract opportunity is secured. CANTILEVER JACK-UPS - --------------------- VICKSBURG MALAYSIA EXXONMOBIL EXPLORATION In early October 2002, the rig commenced a AND PRODUCTION MALAYSIA two-year drilling program (with an option by INC. ("EMEPMI") EMEPMI for one additional year), with EMEPMI having the right to terminate the drilling program after one year at any time with a 120 days notice period. ATWOOD BEACON UNDER The Company expects the construction of this CONSTRUCTION ultra-premium jack-up drilling unit to be completed around June 2003. SUBMERSIBLE - -------------- RICHMOND UNITED STATES BURLINGTON RESOURCES OIL The rig is currently drilling one well for GULF OF MEXICO & GAS COMPANY Burlington. Immediately upon completion of ("BURLINGTON") its current contract, the rig will commence a three-firm wells, plus four-option wells contract for Ocean Energy, Inc. The three firm wells have an estimated duration of 90 to 120 days. MODULAR PLATFORMS - -------------------- GOODWYN 'A' /NORTH AUSTRALIA WOODSIDE ENERGY LTD. There is currently an indefinite planned RANKIN 'A' break in drilling activity for the two client-owned rigs managed by the Company. The Company is involved in maintenance of the two rigs for future drilling programs.